Exhibit 31.2
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                      Park City Group, Inc. & Subsidiaries
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          Certification Of Chief Executive And Chief Financial Officer
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            Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002
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I, Peter Jensen, certify that:

1.       I have  reviewed this annual report on Form 10-KSB for the period ended
         June 30, 2003 of Park City Group, Inc.;

2.       Based on my  knowledge,  this annual report does not contain any untrue
         statement of a material fact or omit to state a material fact necessary
         to make the statements made, in light of the circumstances  under which
         such  statements  were made, not misleading  with respect to the period
         covered by this annual report;

3.       Based on my knowledge,  the financial  statements,  and other financial
         information  included  in this  annual  report,  fairly  present in all
         material  respects the financial  condition,  results of operations and
         cash flows of the  registrant as of, and for, the periods  presented in
         this annual report;

4.       I am responsible for establishing and maintaining  disclosure  controls
         and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for
         the registrant and have:

         a.   Designed such disclosure  controls and procedures,  or caused such
              disclosure  controls  and  procedures  to  be  designed  under  my
              supervision,  to ensure that material  information relating to the
              registrant, including its consolidated subsidiaries, is made known
              to us by others  within those  entities,  particularly  during the
              period in which this annual report is being prepared;

         b.   Evaluated  the   effectiveness  of  the  registrant's   disclosure
              controls  and   procedures   and  presented  in  this  report  our
              conclusions about the effectiveness of the disclosure controls and
              procedures,  as of the end of the period  covered  by this  report
              based on such evaluation; and

         c.   Disclosed  in this  annual  report any change in the  registrant's
              internal control over financial reporting that occurred during the
              registrant's most recent fiscal year that has materially affected,
              or is reasonably  likely to materially  affect,  the  registrant's
              internal control over financial reporting.

5.       I have  disclosed,  based on our most  recent  evaluation  of  internal
         control over financial reporting,  to the registrant's auditors and the
         audit  committee  of  registrant's   board  of  directors  (or  persons
         performing the equivalent functions):

         a.   All significant deficiencies and material weaknesses in the design
              or operation of internal  controls which are reasonably  likely to
              adversely  affect the  registrant's  ability  to record,  process,
              summarize and report financial information; and


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         b.   Any fraud,  whether or not material,  that involves  management or
              other  employees who have a significant  role in the  registrant's
              internal control over financial reporting.


Date:    October 14, 2003


/s/ Peter Jensen
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Peter Jensen
Chief Financial Officer